A Darkness Creeps In
by PrimesSPARROW
Summary: What would happen if after Optimus destroyed the harvester; but couldn't kill the Fallen and ended up falling prisoner to The Fallen instead. This story picked up as Optimus and the Fallen begin to fight. Dark themes


Disclaimer: I do not own Transformers Hasbro does – I only own the OC Kelly/Starblossom

A/N – This story was up on my older account...

Summary: What would happen if after Optimus destroyed the harvester; but couldn't kill the Fallen and ended up falling prisoner to The Fallen instead. This story picked up as Optimus and the Fallen begin to fight. Dark themes

A Darkness Creeps In

Chapter 1

The NEST soldiers and Autobots saw the harvester explode into a shower of sparks and flames and they were all glad the Prime was able to destroy it. However below a battle ensued as Optimus attacked the Fallen with all he had; but the Fallen was enraged now and his twisted processors were running on making Optimus pay any way possible.

"Worthless insolent Prime, how dare you ruin my plans?" the Fallen snarled as the two battled.

"I will not let you destroy this planet and its inhabitants." Optimus growled.

"YOU WILL PAY DEARLY!" the Fallen roared as Optimus wasn't prepared for the strength of the fallen prime.

The Fallen reached for Optimus and wrapped his claws around Optimus's servos; and with brutal force smashed Optimus's head against the walls never letting up on him. Megatron and Starscream came up behind the unsuspecting Prime waiting to join in the battle, if their master needed it.

"Hold him, apprentice!" the Fallen snarled as Megatron and Starscream dug their claws into Optimus's servos.

Optimus glanced up in time to see the Fallen impale him with his staff; but he purposely missed his spark and that's when Optimus realized to his horror. The Fallen had other plans for him besides death and he also realized to his dismay; he was the only one who could kill the Fallen. A fact the Fallen knew too so Optimus knew he was in trouble unless he could figure out a way to destroy the Fallen. The pain from the staff being impaled inside of him was agonizing, but to his credit he never cried out he held in his pain. The Fallen smirked suddenly and leaned closer to Optimus as he spoke.

"We shall see how long you remain quiet for you worthless Prime." the Fallen snarled. "Apprentice, I will warp with this hunk of scrap metal to our new base; it might be in our best interests to collect a few play toys for our activities that will follow. However make sure the Autobots and the insects know we have their precious leader and that they will NEVER see him again alive." he said.

"Yes, my master…." Megatron said as the Fallen suddenly warped as Megatron abruptly had a sinister and cruel smile showing his sharp fangs.

Megatron knew his brother would have less of a chance surviving this time with the way his master was so angered. They would keep him functional for however long his master saw it fit to torture him; and then naturally his master would have the pleasure of robbing his younger brother's spark; from him or it would simply go out on its own if tortured properly. Megatron and Starscream took to the air and hovered close to where the humans and Autobots were. It was Sam who noticed Optimus was nowhere to be seen and a sickening lurch in his stomach gave him an awful feeling of dread.

"Listen up insolent Autobots and puny insects of Earth we now hold Optimus Prime prisoner and you will NEVER see him again ALIVE. He is ours to do as we see fit until our master destroy him or his spark flickers away from torture we plan on making him experience." Starscream snarled, as he saw Ironhide's cannons heat up this only made the seeker cackle like a banshee seeing how frustrated the weapons specialist was; until he and Megatron caught sight of Samuel James Witwicky and Mikaela Banes.

"I think we have found some play toys for our master, Starscream…..Get them!" Megatron ordered.

The seeker dove toward the two unsuspecting teenagers catching them both in his claws and quickly getting away.

"Sam…Mikaela….!" Ironhide and Ratchet yelled as a young female NEST soldier ran and tried to take aim at Starscream and for her trouble she was grabbed by Megatron who brought her along with Sam and Mikaela as the tyrant chuckled as he transformed and took off after Starscream.

"Slag it, they have Optimus, Sam and Mikaela." Ratchet growled.

"Not just any humans our humans Sam and Mikaela….." Sideswipe said as no one uttered a word then as they realized just how dangerous the situation was now.

"SAMMY, you have to do something; you can't let those monsters keep them they will kill them!" Judy Witwicky screamed as she collapsed onto the sand barely being held by Ron Witwicky who was also at a loss for words; until he saw Lennox and Epps.

"You…Lennox you have to find our son and Mikaela you just have to he has been through so much he doesn't deserve this." Ron yelled as he saw Judy staring in hatred at the Autobots especially Bumblebee.

"You… this is your entire fault all of you! You came here and involved our son in your war he is only a kid for crying out loud." Judy cried as Ron looked at Judy and shook his head while Bumblebee whined sadly.

"No Judy, he is a man he saved lives and it's not their fault but we still want him home no matter how brave he is or how strong. We are his parents and we will always worry about him and unless I mark my guess we aren't the only ones who are worried about someone they care about." Ron said as Judy looked sadly at the Autobot scout realizing she was wrong in yelling at him.

Judy trembled as Ron helped her up as she walked slowly over to the Autobot scout who was unsure what to make of Judy's actions now. She walked over toward the scout and raised her hand slowly out to him.

"It's alright, I won't hit you." Judy said as her eyes glazed over with unshed tears as Bumblebee looked around nervously and saw Ratchet nod to him.

Bumblebee lowered his head toward his human's female creator and suddenly he felt her tiny hands caressing his face.

"I am sorry for blaming you it's not your fault and I am sorry, Bumblebee." Judy said as she continued to caress the scout's face.

Bumblebee was shocked to say the least he remembered what this creator said to his human she wanted Sam to take Bumblebee with him when he went to college. He wanted to go with Sam too, but Sam didn't want him to go, and he felt betrayed somehow, that his human wanted no part of him. Optimus felt the same way when he had asked for Sam's help and was refused. He had seen the devastated look in Optimus's optics and felt the pain in his leader's spark. It was what made Optimus's death all the more heartbreaking for his human; Sam had blamed himself for Optimus dying. Optimus went after Sam regardless of the way he had been treated by Sam. Optimus loved the boy like he was his own sparkling and regardless of his own pain, he would always protect the boy. Bumblebee knew if anything ever happened to Sam and Optimus couldn't protect him, he wasn't sure what would happen to Optimus. Optimus already held so much guilt for the war, a war he never wanted any part of, a war in which he had lost so much, his home, family and friends. Bumblebee offlined his optics as he felt his human's creator's hands caress his face.

"I'll tell you what you find Sam, Mikaela and Optimus and I'll beat the crap out of Megatron with my bat." Judy said trying to lighten the atmosphere a little knowing deep down inside her heart she prayed to God those evil monsters let her son live.

…..

Optimus onlined and looked around his surroundings he was chained to a wall and the chains were reinforced with Energon. He then saw him the abomination that dared call itself a Prime his optics narrowed as the Fallen's optics locked with Optimus's. The Fallen sat on a throne his spark racing with undulating with hate for the Prime.

"You have caused me enough trouble to last a lifetime you and my retched brothers wanting to save these miserable insects of this planet. I have you now and I intend to make the most of it; YOU will NEVER leave here, Optimus Prime." the Fallen said as Optimus narrowed his optics and looked around at his surroundings once more trying desperately to think of something. "You are the only one who can kill me and as such none of your puny Autobots can stand up to me. They may be able to kill Megatron and any other Decepticon but not me not by a long shot." the Fallen hissed as he got to his pedes and walked over to Optimus grabbing his face in his claws pressing a sharp finger into Optimus's face. "I am going to enjoy taking you apart limb by limb oh and make no mistake; we will part you back together. I do not want you to die just yet no you will suffer like you have never suffered before, you stupid retched Prime." the Fallen said with a snarl as Optimus felt nothing but contempt for this Cybertronian.

He was just the opposite of what he was taught and it disgusted him. He suddenly heard jet engines and knew his brother and Starscream had arrived he wasn't looking forward to seeing his brother either. Megatron came in bowing to his master as he turned his head toward his brother and smirked.

"Your play toys are secured, my master." Megatron said.

"Very good, I will need to recharge then we can start his torture." the Fallen said as he walked back toward the throne and sat down offlining his optics and falling into recharge.

Megatron walked toward his brother a look of hatred shining on his face.

"You have defied and caused me nothing but trouble if you hadn't been so weak from the beginning none of this would have happened. Our home would be still flourishing but no you had to send the Allspark into space. It was YOUR fault not mine that our home died and you will learn the true meaning of death once we are through with you." Megatron snarled as Optimus blinked rapidly as fast as can be; which stopped Megatron from talking anymore, he had seen that blinking reaction before a long time ago many many thousands of years ago.

Optimus's POV

I didn't need Megatron to tell me any of this I live with this on my processors every slagging day. I wish to primus I knew if I had done the right decision I doomed our planet and for that I will always pay it weighs on my servos constantly. I saw the warning signs flashing my body was overheating I could feel it overheating as I noticed Megatron staring at me oddly. It was not my fault he changed the reason he changed was sitting in that fragging throne; but he was right about one thing it was my fault that Cybertron was doomed and now I pulled Earth into our war. I was just as bad as Megatron maybe I deserved what I got from them. My fans tried to kick on to cool me down it was useless this I already knew I felt myself slipping and welcomed it all the while as the blackness found me I could remember the odd puzzled look on my brother's face and kept thinking why was he looking like that for.

…

Megatron watched as his brother fell into stasis it wasn't until he brought the past up and really hammered certain things that he realized Optimus knew he was right. Megatron growled and turned away from his brother with a snarl.

"STARSCREAM….." Megatron shouted.

"Yes, Lord Megatron; what is it?" Starscream asked.

"Help me get Optimus onto the floor once there we can have him ready for when our master onlines." Megatron said as they unchained him and carried him to the middle of the throne room and re chained the Autobot leader making him ready for their tortures.

**(Decepticon base- Cell where humans are)**

Sam was holding Mikaela tightly in his arms, fear gripped the brunette in Sam's arms. "What are we going to do, do you think Optimus is even still alive, Sam?" Mikaela asked.

Sam was silent not knowing what to say, it was the voice the female NEST soldier that both teenagers heard suddenly.

"Don't be ridiculous of course he is alive…" the soldier remarked.

Sam and Mikaela regarded the soldier oddly, she was not pretty by any means. She had a toughness about her, her steely ice blue eyes piercing the young couple gaze. She was tall with long unkempt red hair, which looked like an out of control fire. She was built like that character Xena Warrior princess muscular and she had that look of sheer determination on her face.

She glanced at the teenagers and rolled her eyes at them, when she realized they were staring. "Okay what…?" she snapped finally.

"You're a woman… I have never seen a woman involved with NEST before…" Sam replied as she sighed.

"Yeah figured, that's because I am the only female on the NEST team, Do you realize how hard it is to even get into this team to begin with?" She asked as she smiled sadly. "I used to be a Texas Ranger, but wanted to do something else something that really would make a difference. I guess I just wasn't sure what that something would be until I joined NEST." She said.

Mikaela glanced up at her. "What your name…?"

The soldier finally walked over to the young couple, she sat beside them extending her hand.

"It's Kelly…. Kelly Carter." she said.

"Sam Witwicky and this beautiful goddess is my girlfriend Mikaela Banes…" Sam said as Mikaela blushed.

"Sam…." Mikaela whispered.

"You have a good guy don't let him go, when you find one don't let him go." Kelly remarked as she sighed.

Sam tilted his head and coughed the dust in the cell getting to him. "Do you really think Optimus is still alive?" Sam asked the NEST soldier.

She glanced up at him, the defiant look in her blue eyes sparking once more.

"Yes, he may be injured but I believe he is still alive, they won't kill him yet no they want him alive for some reason. My guess is to gloat about things not going his way right now…" Kelly said not adding her other theories for fear of scaring the young couple.

**(Kelly's POV)**

I knew what I felt the reasons for capturing Samuel and Mikaela were for, they were close to Optimus Prime. I figured Megatron was betting if Optimus couldn't save Samuel or Mikaela it would break his spirit, Megatron was a heartless warlord and would do anything to hurt his brother.

I shivered at the thought of Optimus being at the mercy of not just his cruel brother, but this despicable evil thing called the fallen. I was startled out of my own thoughts by Samuel talking to me about Optimus.

"It's not fair I brought him back with the Matrix, it was my fault he died to begin with. He asked me for help and I acted so mean to him, and he came for me regardless of anything else. He died to save me from Megatron, and I was such a jerk to him." Samuel said as I saw his eyes fill up with unshed tears. "…I would do anything for him, he is my hero and friend…" Sam whispered as the unshed tears finally fell, he wiped them away stubbornly. "Soldiers don't cry…" he whispered.

I gently put a hand onto his shoulder and smiled sadly.

"Sometimes it's okay to cry, because soldiers and leaders both sometimes need to cry its very healing to cry. The body needs it, you'd be surprised how much of a fact that statement is." I said.

I shuddered though at the thought of Optimus Prime being dead, I remembered when the helicopters brought his body. They had carelessly dropped his body onto the ground at the base, that smug look Galloway had he was one person that should have been tossed out months ago for his careless attitude toward Optimus and the Autobots. It was bad enough to disrespect NEST; but the leader of a race of beings protecting our planet was just plain stupid and rude.

My mind drifted to Lennox I wondered if he and our team would be able to find us in time. It was then I remembered I was part of this team for a reason, if I had to be the one to think a way out I would do it. Optimus died protecting Samuel, because he did what he thought was necessary to protect him. Optimus was a hero, and heroes didn't fear death, she was no hero but she didn't fear dying because she was a Christian. So, she made up her mind right there and then; she would try to get Optimus, Sam and Mikaela out of here some here. She might be a tiny human, but she was plucky and full of fight.

**(Where the Autobots are – Normal POV)**

Ratchet watched Ironhide blowing up things in his anger for missing leader and Prime. "Ironhide that is **NOT** going to help our current situation at all, which you already know!" Ratchet shouted.

"I am his guardian and bodyguard and he got captured by those fraggers, and you know very well what could and will happen to him if we don't reach him in time." Ironhide growled.

"Yes Ironhide, I do know what will happen; I realized it when Starscream took Sam and Mikaela. They will break our leader's spirit first; and then they will break him like a slagging toy." Ratchet remarked solemnly.

"Ratchet…..?" Lennox and Epps said.

Silence…..

"What are you talking about?" Epps asked.

Ratchet sighed.

"They are planning on killing Sam and Mikaela, if Optimus cannot save them it will break his spark and spirit." Ratchet explained.

"Wait, isn't there a third person that was taken?" Graham asked.

"Yes the only female on NEST Kelly Carter, she is quite what is the word I used for her Epps?" Lennox asked.

"Plucky…." Epps said.

"Think she can help…." Graham asked.

"I honestly do not know, but I do know this we will need all the help we can get to save him this time." Ratchet said as everyone suddenly found their sparks heavy and troubled… greatly troubled….

(Decepticon base)

Optimus onlined with a painful groan, which came from the spear being impaled inside of him. He looked around desperately searching for a plan to formulate in his processors. He was chained down once more, except the only difference now was; he was on the floor. Optimus' offlined his optics, when he suddenly heard laughter sick demented laughter…. Megatron's laughter.

Megatron stalked up to Optimus, his brother helpless to stop anything which was done to him now. Starscream stood in the shadows, nursing several claw marks on his faceplates from Megatron's abuse.

"You're not going anywhere this time brother, you thought you were so smart ruining my master's plans. And for what Prime? Those insolent fleshlings you put them first before your own species, you are one of us, if you cannot find energon either you will offline as well if that what you want?" Megatron demanded slashing at Optimus.

Silence…

"I am Prime I have a duty to protect all life forms, you know that as well as I do." Optimus rasped.

Megatron snorted in annoyance.

"That race has infected you, but especially that **BOY**." Megatron snarled as Optimus onlined his optics staring at Megatron when he spoke.

Optimus heard the words, and tone he used when saying it. It registered within his mind what he was driving at Samuel was here someplace. "You didn't bring the boy here, did you?" Optimus asked his spark racing with dread already knowing the answer deep within him.

Megatron smirked at that.

"Why yes Optimus he is here, after all we couldn't have near as much fun, if we didn't have some toys to play with now would we?" Megatron asked as Optimus looked away frantic now.

**(Optimus' POV)**

My brother always was cruel, but how was I to save Sam I didn't even know where on the base he was? Megatron seemed to sense my distress and knelt down next to me, grabbing my antenna which were so sensitive he jerked my helm up.

"You and that boy will have a parting of the ways Optimus, and you can mark my words it will not be a pretty sight when he is killed." Megatron snarled as he slammed my helm against the floor of the base.

"Apprentice…." The raspy voice of the fallen called out to my brother.

"Yes my master, what is it?" Megatron replied.

"I believe he should witness the boy's torture and demise… Don't you?" the fallen snarled.

I pulled at the chains growling at them. "You are no prime, primes preserve and protect! It's in our programming but all you do is destroy that which is special." I snarled.

"Get the boy…" the fallen ordered to Barricade, who merely smirked and obeyed.

"No please, do what you want to me but leave him alone!" I begged and hated begging these slaggers for anything.

But it was too late Barricade had left the room, and was heading for wherever Samuel was being kept. I cursed these slaggers not that would be of any help for me to do so.

_Forgive me Samuel, please forgive me._

**(The cell where the three humans were)**

Mikaela had her head resting on Sam, while his arm was protectively around her. Kelly was looking around the cell looking for anything to use to her advantage over the Cons. They three humans looked up when the cell door opened and revealed the massive form of the shock trooper Barricade.

"Rise and shine Ladiesman217 today is your lucky day, you can to die as a weapon against Optimus Prime." Barricade snarled as he reached for the boy.

"Get off him…!" Kelly ordered running up.

"Wait your turn, human…" Barricade snapped as the cell door was slammed shut.

Kelly snarled banging on the door until her knuckles cracked open. She turned to hear the soft sobbing of Mikaela as she went to the upset girl.

"They are gonna kill him, they are gonna kill Sam." Mikaela cried softly as Kelly wrapped her arms around the hysterical sobbing teenager.

"Shhh, we'll think of something I promise…" Kelly whispered.

"Optimus will think of something he will save Sam, he is a hero and he will save us and Sam right…?" Mikaela said as Kelly felt her own heart sink with despair.

She doubted that Optimus was in anyway capable, if she was right they probably have him injured and chained up. No Kelly knew she would have to come up with something, but what she didn't know. She had to think NEST took a chance trusting taking her on, so she would have to prove she was better then any of the men on NEST.

She glanced around at the sound of the cell door opening; Barricade emerged once more reaching for Mikaela and Kelly. "The fallen wants you two to watch as well." Barricade replied with a snicker, as Kelly realized her hand gun was still around her ankle a precautionary tactic she learned as a Texas ranger.

Kelly moved swiftly grabbing her gun and firing at Barricade's optic. "Let's see if that makes you yuck it up like watching one of us in pain does?" she demanded.

Kelly grabbed Mikaela's hand and they jumped. "Tuck your body in and then so this watch me!" Kelly instructed as Mikaela did as Kelly did.

The two females landed but she heard Mikaela land badly and hurt her ankle. Kelly cursed their bad luck but tried to help Mikaela, unfortunately they ended up in the throne room anyway. Megatron glanced up see Barricade stomp in energon trickling from his damaged optic.

"Slagging human…!" he yelled.

"ENOUGH BARRICADE…. Secure those two humans and watch as the fun begins." The fallen replied as Optimus struggled to get free, while Kelly's heart went out to the Autobot leader.

"Optimus…" she whispered as his sensitive hearing caused him to glance her way for a fleeting moment.

_Primus help me, please….._

Optimus glanced up seeing Mikaela and the female NEST soldier he had remembered, she was the only female NEST soldier the team had. Then his gaze shifted toward Megatron and the fallen, because they were given Sam. His human friend the boy meant everything to him, Megatron had taken so much from him because of this war. "Megatron please, you have me let the humans go, if you wish to offline me fine do it." Optimus said his optics shining brightly.

Megatron snorted.

"Oh but you will die brother… slowly we will break your spirit; and then break your body and will." Megatron replied.

**(Optimus' POV)**

My brother hated me, it was so strong the hate radiating from him. I was nothing to him now, which was apparent when he killed me in the forest when I saved Samuel. I was just a scrap heap to him now anything except scrap metal.

"Bring the boy to me…" the fallen ordered with a snarl.

The fallen lifted Sam up by his human servo dangling him and shaking him. My optics brightened and dimmed as realization hit me; I looked at Sam energon misting in my optics.

"Forgive me Sam….." I whispered as I offlined my optics or tried too.

Megatron grabbed my face plates and growled at me. "YOU WILL WATCH HIS OFFLINING, PRIME!" he yelled at me as I heard Sam's arm being pulled from his body.

"NO….!" I yelled Sam fell but the fallen levitated his body so that Sam was floating in front of his face.

"Such useless pathetic creatures their shells so fragile…" the fallen remarked.

I heard Mikaela's broken sobs, then her words that shattered my already breaking circuits.

"What is wrong with you Optimus save him, you're supposed to be a hero damn it!" she screamed at me.

I could only struggle against the chains that were reinforced, I wanted to help him I did; but I was chained up and I was losing energy quickly from the wounds and energon loss. The expression in her human eyes threw me for what humans say for a loop.

I glanced up horrified to find my brother transform his one long sharp taloned claws, he impaled Sam with it until it protruded through his body. The boy coughed up red lubricants, he looked at me and tried to speak, but only more lubricants came out. I started to see that icy look over death start to appear, I had see that look too many times. It was coming too soon for this courageous human, who fought a long side of myself and my Autobots. He was like a youngling to me, and I loved him as such.

"…..Samuel…." I whispered as Mikaela continued to scream at me at how useless I was.

"How could you….. You're no hero you're a sham Optimus Prime, you stupid evil thing…" Mikaela screamed at me.

I lowered my gaze as Barricade unlocked the chains and shackles, Megatron removed the boy's body and dropped him into my hands walking away with the fallen and Barricade knowing I couldn't go anywhere my energy was all but leaving me.

I leaned back against the wall for support and held the boy in my hand, Mikaela found it necessary to continue to scream at me. I did not care, it didn't matter much to me perhaps I deserved it in the end.

"Don't touch him, Prime!" she screamed at me.

I looked at her nodding and lowered Sam's body, and crawled slowly over to the side of the throne room. I spared several glances at her and the human female NEST soldier, the soldier glanced up at me and the look in her eyes was compassion. She did not hate me?

Mikaela was rocking back and forth holding Samuel in her arms. "Oh God Sam, he should have never trusted any of you alien robots, but especially **YOU** Optimus!" she snapped.

Finally the female with Mikaela shouted right back at her. "ENOUGH MIKAELA…! He can barely take care of himself right now let alone anyone else, so just knock it off right now!" the human femme yelled.

I looked away for a moment, and then looked at Mikaela. "I will not survive this ordeal Mikaela perhaps you can take comfort in knowing that I will offline soon." I said, as I slowly turned to my side curling in on myself praying Primus would simply take pity on me now.

However it wasn't meant to be especially when the fallen, Megatron and Barricade came back in; they obviously grew tired of Mikaela's remarks.

"Bring that human femme to me…..!" the fallen ordered.

The NEST soldier tried to stop them, but she was no match for them to stop what was going on. The fallen held his claw out, and Megatron dropped Mikaela into his master's claw. "Troublesome human femme…" the fallen growled closing his claw around Mikaela.

She screamed and I cringed two more human deaths on my conscious now, how much more were they going to take from me?

"What about the other human femme…?" Barricade asked.

"Leave her for now; take her back to the cell she can keep this retched Prime company." The fallen said as Barricade picked up the NEST soldier and Soundwave and Shockwave yanked me to my foot pedes.

"WAIT…!" Megatron yelled.

Megatron had something it was what looked like a collar with a chain attached to it. He put it around my neck with a smug look on his face; there was nothing at this point I could do. My energy was all but running close to 30% if I was lucky maybe 40%, but my luck seemed to be at an all time low. I looked at my brother as he smirked, his blood red optics mocking me constantly. "Now you are completely fitted perfectly to your new life." Megatron replied acidly as I was pulled away by the chain.

_Could my life get anymore worse, then it was going right now? Primus please why is this happening?_

**(In the Cell – Kelly's POV)**

I looked up as I heard and saw the cell door open, Optimus was pushed into the cell roughly. He tripped and landed on the floor hard and loud, making the floor shake; and the look in his optics was unreadable. I ran over to him as the Cons slammed the cell door shut.

"Optimus…?" I said urgently as he looked up his optics bright with pain.

"Your designation is Kelly correct…?" he asked in a scratchy tone.

I took notice his once regal stance was gone, he looked at me with sadness in those blue optics.

"Yes Kelly Carter I have to find a way to get you out of here, Optimus." I said as he looked at me oddly.

"I am not worth you worrying over I will try to get you out of here, but I will die here as well I should. Sam and Mikaela perished because of me I do not deserve to stay online, Sam was my friend and I let him down. Mikaela was right to yell at me as she did, I heard her screams before she offlined I could not save her. My energy is all but being depleted I am being starved so I cannot fight back, I am sorry what you must of me I have let everyone down." Optimus said.

I watched this noble leader sink to such a depression, and it broke my heart he deserved better.

**(Throne room – Normal POV)**

Megatron watched his master with interest as he realized he was thinking of some new torture for his brother. Starscream and his trine snarled as they tried to stem the energon dripping from their wounds. They had gotten a rather nasty beating from Megatron and the Fallen, they were slowly getting tired of being slagged on by them.

:::….. Follow me to our quarters….:::::: Starscream sent through private commlinks to his trine.

They nodded and followed him, while the fallen explained to Megatron his next cruel idea for Optimus.

"I think forcing a sparkmerge with him knowing how he holds sparkmerges so sacred would devastate him." The fallen said cruelly.

Silence…..

"Yes my master…" Megatron replied as he motioned for Barricade. "Go get him…" Megatron ordered as Barricade nodded.

**(Back in the cell)**

Kelly was not expecting the cell door to open so soon, she grimaced when Barricade yanked Optimus up by the chain on his collar. She choked back tears wanting to fall, she had to stay strong for Optimus. His optics went to her eyes and the sadness in those deep blue optics startled her.

_Lord protect him please….._

**(The throne room – Normal POV)**

The fallen watched Barricade pull Optimus along by the chain, the fallen reached for the chain yanking Optimus over toward him. The fallen pushed Optimus to the wall and yanked his chest plates open startling the young prime.

"I am going to force a sparkmerge with you…" the fallen explained as Optimus stared at him in horror.

**(Optimus' POV)**

No sparkmerges were special and sacred it is wrong, and a dishonor to do this to another. I tried to fight him but I was so weak, this was why I was being starved. I watched in horror as his chest plates opened his old tainted spark reaching for mine.

"No please, don't do this please it's wrong sparkmerges are sacred please…" I pleaded until I fell silent when his spark slowly wrapped around mine.

I glanced at my brother his blood red optics watched me; I looked away as the evil fallen prime in front of me robbed me of my soul. Megatron laughed at me the cruel intentions of this fallen prime attacked me from all over.

I felt used and dirty and somehow knew no one would ever want me again, that is if I ever got out of this mess alive. The thing with a sparkmerge was the two sparkmerging would feel each other's emotions and it bonded you and your partner closer. Then the next step that usually was taken was the two exchanged a piece of their sparks, this was a complete bonding and when one passed the other would as well. That is how our race loves it is forever binding together, there is no other race that loves so thoroughly then ours.

However right now, I felt so dirty and completely used I felt the fallen release me and I collapsed onto the floor drained completely. "Take him back to his cell I am finished with him for now." The fallen remarked bitterly.

Barricade reached down taking hold of the chain and when I couldn't get to my foot pedes; he cruelly yanked me and pulled me until we reached the cell. Then he hoisted me up and tossed me into the cell, where I came to a screeching halt by the corner of the cell. I mustered all the strength I could and crawled to the corned curling up in on myself and just leaked. I was shattered and abused I had nothing else no one would want me not now; I was used by that evil fallen prime. I wanted to have a mate once more but who would want me not anyone with any class not now not ever…

…..

**(Decepticon base – The cell – Normal POV)**

Kelly heard Optimus crying and went to him, she touched his face and he turned his head slowly looking at the human femme. "Kelly…?" he asked.

"Yes, I am here Optimus; I am not going to leave you. I have to get us out of here somehow, you need medical attention." Kelly said.

Optimus was quiet, his spark hurt and he felt tainted and dirty now. Kelly seemed to noticed the change in him and moved closer. "Optimus… What's wrong?" she asked softly as she touched his face gently making him look up at her. "What did they do to you now…?" she asked.

Optimus winced and slowly moved his aching body, so he could lean back against the wall for support. He tenderly reached for Kelly, and she saw the way his optics dimmed. She had been around the Autobots enough now; she was able to read certain movements and signs to know what they meant.

"….The fallen forced a sparkmerge on me, I have not sparkmerged since I lost Elita-1 many vorns ago. I always wanted to find another mate, but that will never happen not now." Optimus said as Kelly felt that age old feeling of wanting to protect.

"Optimus is there a way I can help you…?" she asked.

Silence…

"Optimus….?" She asked again urging him to answer her.

Optimus looked at her his optics bright, but masked with agony and loss.

"…..Yes…" was all he said in a soft whisper.

She moved closer waiting to hear what he had to say to her.

"Optimus….?" She said.

"….My spark can you touch my spark please Kelly, it needs to feel something pure to be whole again." He explained as she smiled.

"It would be my pleasure Optimus…" Kelly whispered as his chest plates opened on their own accord.

Optimus gently picked her up, and placed her inside of his chest cavity. Kelly hesitated only a second thinking it might burn her, but Optimus seemed to sense her hesitation.

"…..It is alright you do not have to touch my spark, I figured no one would want to after that…" he whispered as he went to remove her his spark flared with rejection then.

"No it's not that Optimus, I just wanted to make sure it wouldn't burn; I want to help you." She quickly said as Optimus' hand moved away from his chest plates.

"…..You are not rejecting to help me?" he asked.

"No Optimus never…" she said.

"It will not hurt you, you have my word little one…" he said softly as she smiled at the nick name.

Kelly gently started with the spark chamber, and her tiny hands started massaging it. He couldn't help it; he moaned slightly the jolts of uncontaminated pleasure radiated all through him. Kelly heard his moans and smiled, and continued with her gentle massaging of his spark chamber.

"….Kelly your hands feel so nice, please continue…" Optimus growled out.

Kelly merely smirked, she was glad she could help him. She never let anyone know her secret crush on the boss bot; she was the only female soldier on the NEST team and didn't want that secret out. She slid her hands up his chamber and into his spark, Optimus' intakes hitched and stammered.

Kelly heard his fans kick in next; she knew their fans kicked on when their body temperatures were overheating. She suddenly stopped and Optimus snarled his displeasure at the beautiful sensations which stopped.

"No please, do not stop…" he said his tone weak from loss of energy, but it still held an air of command to it.

"I thought I hurt you…." Kelly said.

"No please you didn't; but it will if you continue to stop…" he replied.

"Okay then I will continue…" she said.

"Thank you…" he said.

Kelly watched as his spark suddenly came alive, she saw tendrils break apart from his main spark. They slid around her body exploring her almost having minds of their own as they explored her hands, arms everywhere.

Kelly sighed as the one tendril wrapped softly around her waist pulling her closer, Optimus for his own part wasn't really aware of anything. He had been in pain and still was severe pain; but he had pleasure now. He desperately wanted to hold on to that as long as he could; before it was stolen from him.

Kelly moaned as she felt the one tendril slid under her military shirt, but not for the reason she figured. The spark tendril buzzed and flared moving to its shared half, Optimus suddenly could feel what his spark was doing. It suddenly caused the icy claws of fear to rip his circuits apart and his sense.

"…..Kelly…." he whimpered.

"It's okay Prime….."Kelly whispered not knowing or caring if it was alright.

It was the most intense wonderful feeling, and then his spark burrowed its way into her chest leaving no marks on the outside. It found its home inside her chest, its home being her heart. It curled up not wanting to release her heart.

Optimus whimpered he knew what his spark wanted now and he knew now that the happiness his spark was feeling would never stay. She was an organic and while she was taking care of him now, if Primus chose to allow them to get free. She would never want him, she was organic what could he offer her? No for now he allowed his spark to be happy at least for a temporary happiness from the pain that racked his body and soul would be gain.

_But again for how long could his spark live without her touch if and when they found freedom?_

Kelly had long since climbed out of Optimus' chest cavity and was watching him recharging. He hadn't said anything about his spark tendril sliding inside of her chest, but she was not stupid she knew why. He was afraid of losing whatever friendship or bond they did share, he was afraid she would leave him because of what his spark wanted or needed now. Kelly vowed if he wanted her, she would stay with him as long as she could.

Suddenly the cell door opened and Optimus onlined his optics dim, it was then Starscream emerged from the outside. He carried several cubes of energon; he growled seeing the condition Optimus was in. He knelt by the severely injured Prime, he held the cube up to Optimus' lip plates.

"Drink…You are low on energy, don't worry it's not poisoned." Starscream replied.

Optimus choked a little as Starscream fed him; Kelly wondered why Starscream was helping Optimus.

"You're wondering why I am bothering… Correct….?" He asked Kelly.

Silence….

"I am tired of Megatron and the fallen belittling me and my trine; we are getting you two out of here. Megatron had one of his followers already take the two humans bodies to NEST, they will probably figure you will be destroyed too. I….. I want to offer your cause myself and my trine once we get out of here." Starscream said as Optimus shocked nodded slowly.

"I need you keep drinking as much energon as you can, we will be back at nightfall and get you home….." Starscream said putting all the cubes on the floor by Optimus. "Make sure he drinks all of these, I will be back." Starscream said.

Optimus reached for each energon cube drinking hungrily and greedily, Kelly climbed up and ran her hand over his face. She urged him to keep drinking; he smiled tenderly at her oh how his spark raced when he looked at her.

"Kelly… My spark when you touched it and it reacted the way it did, it believes it's found its other half I will understand if you tell me no I just wanted to tell you thank you regardless for helping me." Optimus said.

"Do you honestly think I just am the type of human who runs away from a challenge Optimus Prime?" she asked smirking as he slowly understood her meaning.

"You wish to be with me?" he asked his spark hopeful.

Kelly smiled sadly; she had to get this powerful and compassionate leader's fight back.

"You are such a loving leader Optimus I have cared about you for so long, but I could never show it before." She said as he grinned.

"Really…?" he asked.

"Yes really…" she said as she touched his face.

Silence…

"I never knew that…" he said drinking once more.

"Well no one did that's why it's called a secret…" she said.

Optimus smiled, he liked this human.

"May we try to be what humans call a couple when all this is over?" he asked as she smiled.

"I'd like that…." Kelly said just as the cell door slammed open revealing Megatron and the fallen.

Kelly felt fear coil around her heart holding it prisoner, when she saw them walk in. Megatron's optics landed on the energon and the organic, he smirked dangerous at his brother.

"So who brought you the energon Prime?" Megatron asked.

Optimus refused to answer and for protecting Starscream, he was about to be punished severely.

"You are so stubborn we have also taken the two teenagers from you, who is left let me see oh yes the human femme….." Megatron snarled.

Optimus' optics widened in fear at those words; his Kelly was in danger!

"**Run **Kelly!" Optimus ordered.

Kelly took off but not fast enough Megatron grabbed her and handed her to the Fallen. The ancient Prime did not wait or hesitate; he used his one finger transforming it into a sharp weapon. He impaled Kelly straight through, pain registering on her face while blood trickled from the side of her mouth.

"…..Optimus….I wanted to love you….." she whispered as her eyes blinked and remained open staring at him reminding him once more of another loved one he had lost.

The fallen dropped the offlined human femme into Optimus' hands; he heard the laughs from the fallen and his brother. He couldn't take this not again the loss was too great, no this time they would pay for every life they took. He was not about to show mercy no not this time, he had been merciful in the past but no more not now.

Optimus' spark confused and raging with loss, it fueled its owner's will to fight and avenge its loss. Optimus snarled a primitive feral growl as he rose to his foot pedes breaking the chain around his neck.

"You wanted a war Megatron by Primus you got a war…" was all Optimus said as he reached for his brother.

Megatron was nothing if completely terrified by the sudden look on his younger brother's face plates fueled by the pain of loss. The Autobot leader's optics were wild, he tore apart Megatron leaving nothing in its wake. He did the same to anyone who came near him, and then he stopped at the fallen who looked confused by Optimus' actions. He thought the Autobot leader would cower and beg for his life, when the femme was killed but it spurred a rage in him he had never seen before. Optimus had cared for the human and the fallen's mistake in that was costly.

"Stop I am ordering you…!" the fallen yelled as Optimus sneered at him grabbing his staff.

"You picked on the wrong Prime, come here and give me your face…." Optimus snarled as he ripped off the fallen's face and slammed his fist into the ancient Prime's chest ripping his spark out. "**I** rise and **You** fall…." Optimus snarled as he suddenly as quickly as he got his fight it left him.

He collapsed onto the ground reaching for Kelly's body; he crawled to the corner of the cell crying as he held his human friend and possible future mate.

He hadn't known Starscream contacted NEST, he hadn't known anything he was so lost by Kelly's death that nothing mattered to him.

**(Several hours later – at the Autobot base)**

Optimus wouldn't talk to anyone; he wouldn't relinquish Kelly's body. He went to the beach area, and sat there his spark breaking as he heard someone cough.

He cast a look down seeing Galloway, Optimus knew why he was there they wanted to take Kelly from him. Someone was always taking something from him whether it was the Cons or the humans; he was so tired of it now.

Starscream stood watching Optimus from a far, while Ironhide walked up to him.

"You did a good thing…." Ironhide said.

"Did I…..? He protected me and…. He lost that human femme he liked her and she liked him, they bonded I do not know why or how but she saved him." Starscream said.

Silence….

"I know Ratchet mentioned it…." Ironhide replied. "If you hadn't mentioned the fallen had forced a sparkmerge we wouldn't have known she saved him." Ironhide replied.

"And now he is no better than he was there he is lost now." Starscream growled walking away.

Ironhide sighed they were losing him all over again only this time he wouldn't return…..

Ooooooo ooooo ooo oo o

Optimus sighed.

"What do you want Galloway?"

"I came out to talk to you….." he started to say until Optimus snarled.

"You cannot have her…..She's MINE….." Optimus growled.

Silence…..

"I am not trying to take her from you, I just wanted to talk to you is all." He replied as Optimus lowered his hand to the man.

"…You called me a scrap heap…." Optimus said emotionlessly.

Silence…..

"I was wrong it seems I was wrong about a lot of things lately, I….. Before I took this job I had a wife and….." he sighed and took his glasses off rubbing his eyes. "She was killed….I have never really been able to pick up the pieces so well, I took this job and never let anyone get close. I figured if I didn't let anyone in I couldn't get hurt anymore then I already was, and then I came to work for the president and met you and your team. I know I wasn't very nice to you or your team and I would like to make up for that. If you would allow me too I mean I would like to be you friend Optimus." Galloway said as Optimus looked at the human.

Optimus needed a friend and he needed someone who experienced this type of loss to help him come to grips with it once more. "Very well…" he said.

Galloway smiled sadly then.

"….How do you deal with the grief and will it get better?" Optimus asked.

"I have good days and bad days; I'll only say that the pain will lessen you will always feel sad Optimus." Galloway said as Optimus nodded and looked down at Kelly's body.

He touched her face; she had saved him giving him back his spirit. She deserved a decent burial to be honored along with Sam and Mikaela.

"I believe she deserves to be buried and given some sort of special honors can you see to that for me…?" Optimus asked. "Along with Sam he deserves no less... And Mikaela…." Optimus replied not caring that she was mean to him.

"I can do that and you can call me Norman Optimus, we are friends after all…" he said as Optimus smiled sadly and got to his foot pedes walking back to base.

Optimus gave his sympathies to the parents of Sam and Mikaela and finally went and allowed Ratchet to treat him. Kelly, Sam and Mikaela's bodies were taken away to be fixed for the wake and funeral, however things were not about to be left like that no Primus and the first Primes had another plan for Kelly… and it involved Optimus Prime.

Ooooooo ooooo oooo

Kelly found herself standing before Cybertronians who were massive more like the size of the fallen. She looked at them in wonder as the one picked her up, his expression fierce but kind as well. "Kelly Carter, you saved our last decedent; you gave him back his spirit and will to live when he had none left. His spark has chosen you as its mate, do you accept this?" he said.

"Yes but I was killed, how am I supposed to be his mate…?" she asked.

"Your human vessel correct but you will be returned as a Cybertronian and your name will be StarBlossm." The one prime said as she lit up at that.

"Really, that's awesome! Wait could it be possible that Sam and Mikaela could be helped too?" she asked.

Silence…..

"Yes, you will have company on this journey Sam will be known as LightningBolt and Mikaela will be known as FireEscape; enjoy your new lives…." The prime said as the next thing she knew she, LightningBolt and FireEscape were hurtling through space heading straight for Earth!

**(Several days after the funeral)**

Lennox had gotten word that three Cybertronian signatures were on their way, and that they landed close by everyone was rather curious about who the new Autobots were.

Everyone was quite taken back by the beautiful femme, who they saw first, she had the identical pattern as Optimus except she was smaller being a femme.

They saw the other two Cybertronians who suspiciously sounded like Sam and Mikaela, Optimus suddenly got hopeful he walked closer to the flamed femme, his optics pleading as he searched her face.

"Hello Optimus…." She said.

Silence….

"Kelly…?" Optimus whispered.

"Well as a human that was my name but I am StarBlossom now, and they are LightningBolt and FireEscape who formally were Sam and Mikaela." StarBlossom said as she looked down seeing Galloway. "Hold on Optimus…..Norman Galloway please come here…." She said.

The man approached him and knelt down giving the man a necklace which belonged to his wife. "She loves you and will not forget you and you will see her again…" she said as Norman cried and thanked her for the message.

Optimus held StarBlossom tightly in his servos never ever planning on letting her go, FireEscape walked up to them.

"I am so sorry for how I treated you before…." She replied.

"All is forgiven…." Optimus said as FireEscape smiled sheepishly and then hugged Optimus.

Then she grabbed LightningBolt and went over to talk to Bumblebee who was so happy to see his friends once again. Optimus glanced back at StarBlossom and pulled her once more into his embrace, while he leaned in and kissed her.

"…..MINE… YOU ARE MINE…" Optimus growled as he kissed her once more.

"He is such a horndog….." Wheelie mumbled.

"No Wheelie, he is happy leave him be….." Ratchet said as a huge light radiated off in a distance as a voice chuckled.

"Well done my children well done….."


End file.
